Poor glucose tolerance and memory deficits, short of dementia, often accompanies aging. The purpose of this study was to ascertain whether, among nondiabetic, nondemented middle-aged and elderly individuals, poorer glucose tolerance is associated with reductions in memory performance and smaller hippocampal volumes. We studied 30 subjects who were evaluated consecutively in an outpatient research setting. The composition of the participant group was 57% female and 68.6 ؎ 7.5 years of age; the participants had an average education of 16.2 ؎ 2.3 years, a score on the Mini Mental State Examination of 28.6 ؎ 1.5, a glycosylated hemoglobin (HbA1C) of 5.88 ؎ 0.74%, and a body mass index of 24.9 ؎ 4.1 kg͞m 2 . Glucose tolerance was measured by an i.v. glucose tolerance test. Memory was tested by using the Wechsler Paragraphs recall tests at the time of administering the i.v. glucose tolerance test. The hippocampus and other brain volumes were measured by using validated methods on standardized MRIs. Decreased peripheral glucose regulation was associated with decreased general cognitive performance, memory impairments, and atrophy of the hippocampus, a brain area that is key for learning and memory. These associations were independent of age and Mini Mental State Examination scores. Therefore, these data suggest that metabolic substrate delivery may influence hippocampal structure and function. This observation may bring to light a mechanism for aging brain injury that may have substantial medical impact, given the large number of elderly individuals with impaired glucose metabolism.T wenty-five percent of individuals over 65 years of age have sufficient cognitive problems, short of dementia, to affect the quality of their lives (1, 2). The ability to learn consciously and recall new information, which is known as recent or declarative memory, is one of the areas most affected during aging. However, our knowledge about the medical factors that predispose a person to age-associated cognitive problems remains undeveloped.There is a growing literature indicating that individuals with diabetes have impairments in recent memory (3-6). In addition, nondiabetic individuals with mild forms of impaired glucose tolerance (IGT) may also have cognitive impairments (7,8). The prevalence of memory problems and IGT rise with age (1, 9, 10). In addition to genetic predisposition, obesity and low levels of physical activity have been identified as risk factors for IGT in adults and children (11,12). With life expectancy and obesity on the rise, the prevalence of memory dysfunction and IGT will likely continue to climb. However, it remains to be established whether there are associations between peripheral glucose regulation and memory performance among nondemented middleaged and elderly individuals.The hippocampus, a brain structure deep in the temporal lobe, is key for recent memory formation (13-15). Hypothalamuspituitary-adrenal axis hyperactivity have been associated with hippocampal atrophy in aging (16) and in Cushing's disease (1...